Cry Uncle
by starcrosslane
Summary: Responsibility means a lot of things to Ben Parker. But more often than not, it all circles back to Peter.


"Peter, life just isn't fair sometimes. It's a burden some of us Parkers just have to live with—but I am _so_ sorry you got your dad's ears. Pretty sure you got my face, though, so you'll be oka—"

"Ben." Rich is snickering as he perches on the edge of the hospital recliner Ben has settled into for his turn at holding the baby, but he thumps the back of Ben's head all the same. He's been agitating non-stop in a fidgety orbit between where Mary is propped up in her bed with half-a-dozen pillows and an attentive May for company and where Ben is sitting with the newly-minted Parker. But Ben can't blame him—he did almost as much nervous prowling in the frightfully beige waiting room down the hall while he and May waited for the call to come. "You think you can give me at least ten minutes before you start trashtalking me to my own kid?"

"Can't. It's my duty as an uncle."

"There is _nothing_ wrong with his ears."

"No, there isn't," Ben concedes absently as he turns his attention back to the squirmy little thing in his arms. Peter Benjamin Parker...He grins as a tiny hand flails free of the blankets to wave at nothing in particular, as drowsy little eyes blink up at him with the relaxed sort of trust that prompts him to cradle Peter closer against his chest. Turning the name over his mind still makes his heart stutter—has been ever since Richard and Mary dropped that bomb on him the month before—but seeing the person attached to the name is nothing short of wondrous. The family has been so small for so long…just Ben and Richard alone against the world for the longest time. Then there was May, and eventually, Mary, and now…Peter. "You and Mary did real good, Rich."

Ben eases one hand away from his cradlehold to reach up and squeeze Rich's shoulder, a wave of pride washing through him at the giddy exuberance shining on his little brother's face. Ben knows Peter was a surprise to him and Mary both, an unexpected variable for a pair who've never met an equation they couldn't solve, but for once, Ben can't help being grateful for the unpredictable surprises born of Parker luck. For once, it's a gift rather than an unpleasant shock.

Fate had had it out for them in the preceding years, first with the car crash that took their father, then the illness that eventually wore down their mother. There was the weight of the medical bills, the struggle of making sure everyone got through their respective degrees without nervous breakdowns, the string of minor woes and prickly inconveniences that all felt a thousand times bigger piled on top of the mountain they were already scaling—but, Ben knew, as he looked back down at Peter's sweet little face, the tide had finally turned. No more unpleasant surprises.

"Are you gonna hog him all afternoon or do the rest of us eventually get a turn?" May's voice jolts him from his thoughts. He glances up to meet her eyes where she has settled on the edge of the bed, shoulder to shoulder with Mary as they pass a celebratory can of soda ("would've been cake, but there's only so much you can grab on the run") back and forth. He shifts to cuddle Peter in both arms again and gives May a teasingly defiant grin.

"He's my namesake—I get two turns."

"And so it begins." Mary gives a good-natured roll of her eyes as she hands the can back to a chuckling May, but her attention never truly leaves Peter. She's like Rich that way, with the sharp sort of laser-focus that Ben supposes makes them both smart enough to play with genetics and chemistry and all the other things that soar over Ben's head when they talk shop at the dinner table every Sunday. That same intensity shines through in her eyes now as she keeps a watchful gaze pinned on her son, just as Rich does from his perch at Ben's side. Just as Ben does. With all that concentrated love looking out for him, Peter, Ben decides, is going to be a lucky kid.

"Don't say I didn't warn you." May's tone stays playfully disgruntled, but her smile is distilled sunshine, all warmth and love and a wistful sort of joy as she beams across the room at him. "Told you he'd spoil him rotten."

Ben scoffs…but he doesn't exactly protest the point.

"Noooooo—" Peter breaks off into giggly little shrieks as Ben plants a smacking kiss against his cheek and tosses him over his shoulder like an upside-down sack of potatoes. "That's cheatin'!"

"Is not," Ben grins as he jogs a few bouncy steps down the path that winds through their favorite park, the increase in speed drawing new peals of high-pitched laughter. 'Race you!' has become Peter's favorite phrase lately, a development that's nearly gotten him run over by garbage trucks and pedestrians alike given that he hasn't quite developed the self-preservation instincts to match his adrenaline—or the speed of his stubby little legs—just yet. So Ben doesn't feel too bad about cheating in this particular race if it means keeping Peter close to hand as they pass the swath of green closest to the road. And all that happy giggling isn't a half-bad byproduct. "Carryin' is the best way to win a race—no contest."

Peter lets out an unconvinced sputter as he wriggles against Ben's grip. "Put me down!"

"Not until you say uncle!"

Peter goes quiet for a moment, stilling in a way that usually means his brain is too busy for the rest of him to fidget. Finally, there's just a bewildered "Huh?" that leaves Ben chuckling as he sets Peter gently back on his feet. He cranes his head back to squint at Ben from behind his little astronaut-print glasses, forehead puckered with confusion that won't be satisfied until Ben elaborates. He knows that well by now; the son of not one, but _two_ scientists never rests without answers. It's a trait Ben's run up against all too often in the last few months, when the scientists in question are creating more questions than they provide answers for.

Ben knows Richard and Mary are important, that the work they do is the best in their field—not that he can _pronounce_ their field—but it doesn't stop him from worrying when that work starts pulling them away from New York for days at a time. Conferences and symposiums and private consultations on jobs too "classified" for them to do more than mention have them jetting around the world more often than they're home. Sometimes, Peter is taken along for the ride. But—more often than not, these days—he's pressed into Ben and May's arms with a goodbye kiss and precious little information about where Mommy and Daddy are going or whether they can call to read him his bedtime story. It's an uncertain life for even the most well-adjusted of five-year-olds. And while Peter is a good sport…it leaves Ben torn between concern and a growing frustration with his little brother's priorities.

"It's a saying— 'cry uncle.' It's like…" Ben pauses as he sifts through the best explanations. "—asking for help."

"Why not just say _that?" _Peter's nose wrinkles with distaste at the inefficiency of it all, and Ben has to chuckle. Still, it makes him wonder. Even at his age, Peter is sharp. Sharper than most, if he's honest. Much too sharp not to wonder why his parents choose to spend so many of their days so far from him.

"You know, I'm really not sure why it's a thing," Ben says as Peter trots to match his longer strides, a small hand reaching up to grab his for balance. "But I've got a hunch."

"Yeah?"

"Yup. The way I see it, if you ever need help—or anything, really—an uncle's a pretty good place to look for it." And whether that was the phrase's true origin or not, Ben would make sure it held true. Regardless of whatever Richard and Mary were up to, Peter would always have at least one steady presence in his life if Ben had his way.

"So…is it just 'cry Ben' for me, then?" Peter glanced up at him with the shrewd look that came with all his greatest childhood epiphanies, and Ben winked. It drew a giggle and a fierce tug on his arm as Peter used it for leverage to hop over a puddle with both feet, clearly less concerned about any verbal confirmation of Ben's dedication to uncle-hood as he was with what he already seemed to know just by virtue of never having been let down.

"You bet, kiddo. That's all you ever have to do."

It's too cold to be stalking the perimeter of a cemetery without a coat, but Ben doesn't notice the wind snapping at his tie. His thoughts have narrowed in the days—or is it weeks? He can't keep track right now—since the plane crash, shrinking to a circle of care only big enough for the grief roaring in his chest and May, who is all that keeps him upright through the service, and, most importantly, Peter.

Peter, who had vanished somewhere amid the line of people whose condolences Ben had had to stand there and accept when all he wanted to do was fall to his knees and shatter. Somehow, it feels like an omen, a sign that Ben isn't capable enough to step into the role he's just been handed—if he loses the kid within a week of having him, what kind of guardian does that make him? Bile rises in the back of Ben's throat as he slogs through wet and damp, and—not for the first time since fate threw them another curveball—he feels his stomach clench with the sudden urge to be sick.

There are tiny shoeprints in the mud left by the early spring rain, stumbling out to the little corner plot they'd left a few moments earlier. Ben follows them right to Peter, who is propped up against the joint stone, tracing the letters with a small finger and thoughtful eyes. His eyes are red and uncertain when he looks up at the squelch of Ben's Oxfords in the wet soil.

"Pete," Ben breathes hoarsely as he squats in the mud alongside him, one hand coming up to settle at the nape of Peter's neck in a bid to reassure himself that the kid hasn't vanished right along with the rest of Ben's remaining family. "You can't go taking off on me like that, bud."

"I know." Peter is hoarse, too, when he speaks. Ben can't look at the names spelled out in the granite, but Peter can't seem to take his eyes off them. "But I…I needed to say bye again. Before we have to go."

'Before we have to leave _them_'_, _Ben supposes, because it isn't a difficult mental gap to fill in. Not when the same irrational guilt about leaving them alone in the cold and the dark is pulling at his insides. He curls an arm around Peter's shoulders, snug against the damp seeping further in with every moment they linger, and swipes a hand across his eyes.

"We can come back—we _will_ come back. Often as you want to."

"Promise?" Peter's voice is shaky again, shaky as it was this morning when Ben helped tie his tiny little tie and May pressed the little suit jacket that was meant for nothing more somber than weddings and family photos.

Ben makes sure his voice is not. Not right now, when everything else is crumbling, and Peter needs—above all else—a little steadiness. Even if "steady" is the last word Ben would use to describe himself right now.

"Promise."

"Shhh, shhh, shhh," Ben rocks them both back and forth as Peter sniffles into his shirt. "It's okay, Pete. It's okay."

"No, it's not!" The last syllable stretches pitifully out as Peter chokes on a sob. "Matilda's dead, and it's my fault—all my fault!"

"Aww, kiddo, no—" Ben could kick himself for that stupid little talk on responsibility he gave when Peter's turn to take the class pet—a large, red hermit crab—for the weekend rolled around. The evidently feeble, geriatric class hermit crab, which had had the audacity to up and _die_ overnight, leaving Ben to hold an inconsolable Peter while May scrambles to discretely dispose of the body. "You remember what I said yesterday? About responsibility?"

"With great power, comes great responsibility," Peter hiccups, sounding more heartbroken by the word.

"And that's right...to a point," Ben says as gently as he can. Parenting, he's discovered, is a perpetual cycle of treading fine lines, subsequently finding out you've accidentally stomped all over them with clodhoppers, and desperately trying to feel out the best way to fix things. Uncling was much easier, but here they are. "But you can't be responsible for everything. You did the very best you could for Matilda—you kept her safe and fed and warm, and that's all anybody can do."

Peter sucks in a wobbly breath that wavers into another sob, clearly unconvinced and uncomforted. Ben sighs and draws him closer, fervently regretting that Peter had inherited so much of Rich's tender heart. It was endearing most of the time, when it meant seeing his sunny smiles and melting over his sweet gestures—but a tender heart came with the downside of being easily broken. And that was one thing Ben couldn't protect Peter from.

"You were responsible as could be with the things you _were_ responsible for—I saw how nice and clean you kept that cage, it was a real good job, bud—and you can't hold yourself accountable for the things you weren't." Ben squeezes Peter tight, willing the words to take hold. Even if he himself has trouble believing the sentiment sometimes. "You did your best. That's the best way—the only way, really—to live up to responsibility. Even if it doesn't work out quite the way you planned."

It's an accident when it slips out, a thoughtless aside amid the drudgery of hauling boxes down the three flights of stairs between Ben and May's apartment and the moving truck parked on the street. Peter is eight and smaller than most of the boxes Ben shoulders, but big enough to trot along behind until he gets tired and wheezy and cranky and has to perch on the steps with his inhaler until his breaths even out again.

Ben pauses long enough to sit with him when he sees the near-pout creeping onto Peter's face.

"You excited about your new room? Once we get past all this moving nonsense, we've got all the fun stuff to do—painting, putting up your posters, fixing your LEGO shelves."

"Why bother? We're just gonna have to do this all over again when you guys have a real kid," Peter mutters it nearly under his breath because he's tired and his chest hurts and he's decided moving is the worst thing in the world. But he regrets it the instant it slips free and Ben's eyes go wide and shocked. Peter clamps his mouth shut and clutches his inhaler tighter. He never meant to say anything. Only, he'd overheard one of May's friend mention it when they went to her work Christmas party with the weird food and the discount Santa. He'd heard the man who sold them the new apartment offer his card for later, just in case they needed more space "for a nursery" down the road. It seems like a given, if the opinions of all the other people he knows are worth anything. And Peter knows he shouldn't mind. That his existence shouldn't keep Ben and May from theirs. But the way they've had to scrape and scrimp and save to make the move to an apartment that's comfortable for three—let alone four—leaves him afraid of where that would leave him. And it makes his chest hurt all the more.

"Peter." Ben's voice dips into the deep, serious range that borders on wounded, but remains firm enough that Peter has to look up at him, his lower lip already beginning to tremble a little.

"I'm sorry, I just meant—"

"How long have you been a robot without telling me, huh?" The nonsensical words leave Peter blinking quizzically as Ben cups his face with both hands to tip it this way and that, squinting exaggeratedly as he searches for wires and circuits. "I can't believe you'd keep a secret like that from your own family, Pete..."

That wrings a watery giggle out of Peter's throat, and Ben smiles softly.

"But I can't imagine what else you'd mean saying a thing like that—" His tone mellows, edging back into the solemn steadiness of a vow. A promise almost whispered as he leans over to kiss Peter's curls. "—because you've always been as real as could be to us. Always gonna be, too."

"I don't want you to go." Peter's voice cracks as they reach the Leeds' apartment, rushing out in a whisper that's almost drowned out by the sirens wailing outside. Ben swallows hard as he pounds on the door anyway. Peter almost never asks for things that don't matter, and _this_—he knows this matters more than almost anything else ever could, but there's nothing he can do.

"I know, baby." The floor rumbles with the force of the fourth explosion in as many minutes, and Ben crouches to rest his hands on Peter's shoulders. His eyes are wide behind his glasses, but his grip is fiercely stubborn where it latches onto Ben's wrists, desperate in the way it clings there. Ben can't blame him. With an army falling out of the sky and the city shaking to its foundations with the force of the battle—the honest-to-goodness _alien invasion—_taking place downtown, he isn't thrilled with the idea of letting his family out of his sight, either. May is already out of reach, still holding her ground at the hospital to help stem the wave of casualties already pouring in off the streets, and that's terrible enough, but being away from Peter during the end of the world, too, is...well...it's almost too much. Ben leans forward to press his forehead to Peter's. "I don't want to go, either."

"Then _don't_!" Peter surges forward to wind skinny arms around Ben's neck, an undercurrent of panic making his words run together in a shaky stream. "We can both stay here with Ned or we can both go get May or—"

"Peter, honey—you know I have to go," Ben says, his voice quiet where he murmurs into Peter's curls. It's a discussion they've had before, hashed out a dozen times after close calls or long shifts at the firehouse and subsequently rehashed after the nightmares of loss and terror that come with the life Peter has lived and the profession Ben has chosen. It isn't easy explaining to an orphan why running headlong into the risks Ben faces is necessary. Not even when he's done it before.

Ben feels Peter's lower lip begin to tremble where his face presses against Ben's neck, and his heart clenches in response as the little head shakes a wordless no. It takes more effort than anything Ben's ever done to gulp back an easy surrender, to _not_ scoop Peter up and hold him close until the gods and monsters have stopped warring in the streets.

"There are people out there who are scared and hurt and in danger. They need help, Pete." Ben has listened to the distress calls pour in over the emergency radio that sits atop his nightstand ever since the portal opened over Manhattan. Calls for any and all emergency personnel, on-duty or off, to step into the apocalypse—cops, nurses, paramedics, firefighters, and everything in between because the streets were full of rubble and death and people who desperately needed the help Ben's job had sworn him to offer. It wasn't a responsibility he could ignore…not even for the other great responsibility he carried.

The apartment door cracks open a cautious sliver before Ada Leeds finally opens it the rest of the way, a heavy aluminum softball bat no doubt borrowed from her elder daughter tucked under one arm. She gives a tight, sympathetic smile and holds out her free arm to Peter, ready to whisk him off to wait out the danger with her own children. Peter's grip on Ben's neck tightens into a stranglehold for half a second before it eases off, and Peter pulls back a resigned couple of inches.

"You have to come back. You _have_ to."

"I know. And you better be here when I get back, capisce?" Ben whispers back, because he does know. And because neither of them can afford to lose anything else.

"Capisce." Peter nods, resolute, even if he's sniffling.

"Good kid." Ben ruffles his hair gently as he rises, watches Ada hustle Peter inside with a hasty plea to "be careful" to Ben, and wishes beyond wishing that he didn't have to walk down the stairs. But he does.

"Pete, I'm not trying to hold you back," Ben trails a few strides behind Peter as he stomps out of the apartment and into the night, his footsteps measured and steady in contrast to Peter's desperate rush to reach the open air. "I just want to know where all this is coming from before we do anything hasty…You never said anything about being unhappy with Midtown before."

"Well, maybe I wasn't before, but I am now!" Peter doesn't slow down as he reaches the stairs, taking them two at a time in a quick pace that would've left him puffing in a breathless heap if he'd tried it a week earlier. _Everything _is different since the bite—his senses, his strength, his _abs_ (mostly because they didn't exist before), the jumbled-up ball of curiosity and ambition and excitement that comes with the knowledge that he has no idea what to do with the power coursing through his veins. All of it buzzing around his head has led to a dozen pointless arguments over stupid things in the week since he'd woken up a new person. Not because he really cares all that much about whether or not he graduates early or gets his learner's permit on his birthday or still has to ask if he's going to be more than five minutes past curfew, but because everything—his entire sheltered, trapped-in-a-rut, nerd life—feels small now. Limited. Stifling.

"You wanna tell me why? Is the work not challenging enough or is it a bully problem again? Look, we can work on this—"

"You're always saying we've all got a responsibility to do our best, so how is me staying stuck in high school count as 'doing my best' when I know I can do better?" Peter feels a prickle of guilt even as he shouts the words over his shoulder, even without glancing back to see the look he knows must be crossing Ben's face.

"_Peter_." He doesn't sound angry—for the most part, Ben doesn't do angry, excluding the Stark Expo incident—just taken aback, bewildered…verging on frustrated as he picks up the pace to stride after Peter's aimless trot down the sidewalk. "This isn't like you. Cut the crap and tell me what's really happeni—"

A jolt of dread so strong Peter almost sees stars stops him in his tracks, washing right over the tail end of whatever Ben is saying. The pressure of it takes his breath away. There's a certainty unlike anything he's ever felt before, a buzz in the back of his skull, a pounding, throbbing urge to _move_ or else. A bell from above the bodega door a few yards ahead chimes, and a jittery, anxious man with a ski mask pulled over his head spills out into the street. A man with a gun.

Peter gasps, loud as a siren in a quiet street, and the man starts, the gun arm swinging Peter's direction in what feels like slow-motion.

It's just as slow when Ben moves from behind him, a racing pulse echoing from his chest to Peter's ears and a vice grip on Peter's forearm as he yanks him back to lunge between Peter and the line of fire.

He feels the boom of the gunshot reverberate in his bones.

And hears when Ben's pulse stutters. And slows.

Ben's focus narrows to Peter's face, blurry and wavering in a way that some distant corner of Ben's mind knows isn't good.

Doesn't matter, though. Peter's more important. He hovers close, hands clenched against the sharp, throbbing ache in Ben's chest and face contorting with what Ben eventually realizes are muffled sobs.

"Pete."

"Don't move, you'll make it worse, please just don't—"

"Peter." Ben strains to heft a hand high enough to reach Peter's cheek, fingers scrabbling against his jaw until Peter finally looks him in the eye. One of Peter's hands closes over his to hold it there, and Ben smiles lopsidedly. He's hazy now and feeling hazier, dimmer—less grounded—by the second. But the one point of clarity is the knowledge that this moment _matters_. That he has to get it right now because the last of his chances are coursing away like blood from a vein. "Peter...Love you."

"I'm sorry," Peter lists forward like a marionette cut from its strings. Like the weight of the words is too much to bear. "Ben, I'm so, so sorry—please don't—I didn't mean to—I _can't_—"

Something seizes in Ben's chest as his arms instinctively lurch out for Peter to soothe the tears away the way he always has, and the pain burning behind his ribs is abruptly magnified by a panic he can't get on top of. He can't leave like this. He knows that look, that quaver of the voice, that tilt of the shoulders—Peter carries guilt about as well as a Labrador. Always has. Ben can't let him carry any for him.

"R'member...great power..." His words slur as they stumble out, and he feels the flow of time slowing. Leaving him behind as he is drawn away. His breath hitches with the urgency he feels in his bones, with the fear that he won't get to say all he wants to. "Great...r'sponsibility."

Ben's mouth works, casting for the rest of the phrase—the _important_ part—as Peter's face crumples and his shoulders begin to shake, but he can't muster the strength to force it out. His focus has narrowed…Now it tunnels, the darkness stealing in around the edges faster than he cares to think about. He fastens his gaze to Peter's face, memorizing it with the last glimpse he has before the alley fades into soft shadow. The phrase is left unfinished, and for an instant—or perhaps an eternity, for all Ben can tell—it leaves him afraid for all he leaves behind. For May, who he desperately wishes he could see again before he goes, for all the moments sweet and bitter alike that he knows he's going to miss in all the years he had thought were to come, but most of all for Peter.

But Peter is a smart kid. A good kid. The _best_ kid.

He'd listened to Ben say the words he'd aimed for for nine years. Surely he knows the way the saying goes.

_With great power, comes great responsibility…_

_But you can't be responsible for everything._

_**AN: Thank you so much for reading! I know this was a...departure, shall we say, from my usual tone, but thank you for sticking with it anyway! 3 **_

_**I've gotten a bit behind on posting my work here (it usually goes to Ao3 first), but I'm the process of trying to catch up! Feel free to drop a comment with any thoughts you have or stop by and say hello on Tumblr!**_


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